Private company

dMY Squared Technology Group, Inc.

DMY Squared Technology Group, Inc. is an American blank check company based in Las Vegas, incorporated in Massachusetts.2

Last updated Oct 20, 2026.

Overview

-$17.8MNet income, fiscal 20253
  • IndustryBlank Checks2
  • HeadquartersLas Vegas, United States2
  • Incorporated inMA4
  • Business address1180 North Town Center Drive Suite 100, Las Vegas, Nv 891444
  • Filer category, Emerging growth company4
  • Legal formFor-Profit Corporation2
  • LEI549300B5MTR1IYKX0H512
  • StatusActive2
  • LEI statusIssued and current2
  • Registered addressc/o REGISTERED AGENT SOLUTIONS, INC., 44 SCHOOL ST., SUITE 505, 02108 Boston, United States2
  • Registered withCorporations Division (Secretary of the Commonwealth's Office), 0015630142

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We are a blank check company whose business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, which we refer to as our “ business combination .” We have neither engaged in any operations nor generated any revenue to date. Based on our business activities, the Company is a “shell company” as defined under the U.S. Securities Exchange Act of 1934, as amended (the “ Exchange Act ”) because we have no operations and nominal assets consisting almost entirely of cash.5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Financial statements

Operating income63-$4.5M in 2025+137% since 2023
-$6.0M-$4.0M-$2.0M02023: -$1.9M-$1.9M20232024: -$1.1M-$1.1M2024−40%2025: -$4.5M-$4.5M2025+293%
Net income63-$17.8M in 2025
-$20.0M-$10.0M0$10.0M2023: $2.3M$2.3M20232024: -$819.4K-$819.4K20242025: -$17.8M-$17.8M2025+2075%
Fiscal year2022202320242025
Operating income-$1.9M6-$1.1M3-$4.5M3
Income before tax$2.8M6-$385.0K3-$17.7M3
Income tax$533.8K6$434.5K3$162.2K3
Net income$2.3M6-$819.4K3-$17.8M3

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Corporate structure

dMY Squared Technology Group, Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of dMY Squared Technology Group, Inc.

  • National Philanthropic Trust Filed SCHEDULE 13D/A on dMY Squared Technology Group, Inc., latest May 19, 2026 (2 filings since Sep 19, 2025)
  • MERUS GLOBAL INVESTMENTS, LLC Filed SCHEDULE 13G/A on dMY Squared Technology Group, Inc., latest May 15, 2026 (2 filings since Mar 5, 2025)
  • J. Goldman & Co LP Filed SCHEDULE 13G/A on dMY Squared Technology Group, Inc., latest Feb 17, 2026 (4 filings since May 15, 2025)
  • Shay Capital LLC Filed SCHEDULE 13G on dMY Squared Technology Group, Inc., latest Oct 3, 2025
  • dMY Squared Sponsor, LLC Filed SCHEDULE 13G/A on dMY Squared Technology Group, Inc., latest Sep 17, 2025 (2 filings since Feb 13, 2024)
  • METEORA CAPITAL, LLC Filed SCHEDULE 13G/A on dMY Squared Technology Group, Inc., latest Aug 11, 2025 (6 filings since Feb 14, 2024)
  • Alberta Investment Management Corporation Filed SCHEDULE 13G/A on dMY Squared Technology Group, Inc., latest Jul 31, 2025 (2 filings since Nov 13, 2024)
  • Sandia Investment Management LP Filed SCHEDULE 13G/A on dMY Squared Technology Group, Inc., latest May 15, 2025 (5 filings since Oct 11, 2022)
  • Walleye Capital LLC Filed SCHEDULE 13G/A on dMY Squared Technology Group, Inc., latest May 15, 2025 (2 filings since Nov 14, 2024)
  • PERISCOPE CAPITAL INC. Filed SCHEDULE 13G/A on dMY Squared Technology Group, Inc., latest May 13, 2025 (6 filings since Feb 13, 2023)
  • Wealthspring Capital LLC Filed SCHEDULE 13G/A on dMY Squared Technology Group, Inc., latest Feb 13, 2025 (4 filings since Oct 7, 2022)
  • Shaolin Capital Management LLC Filed SC 13G/A on dMY Squared Technology Group, Inc., latest Feb 22, 2024 (2 filings since Feb 14, 2023)
  • dMY Squared Technology Group, Inc. Las Vegas, Nevada, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What dMY Squared Technology Group, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$309.0M6 Dec 31, 2024

Properties, in its own words

We currently utilize office space at 1180 North Town Center Drive, Suite 100, Las Vegas, Nevada 89144 from our Sponsor and the members of our management team. Under the administrative services agreement, dated October 4, 2022, between the Company and the Sponsor, we have agreed to pay our Sponsor $10,000 per month for office space, secretarial and administrative services provided to members of our management team. Upon completion of our initial business combination or our liquidation, we will cease paying these monthly fees. The Company recorded $120,000 in expenses during the year ended December 31, 2025 and had an outstanding balance of $310,000 as of December 31, 2025. We consider our current office space adequate for our current operations.

Item 2 of the 10-K filed Mar 18, 2026.5

Leadership

Who has led dMY Squared Technology Group, Inc., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Masi Niccolo De2022
  2. Harry L. You2025–now

Chair

  1. Harry L. You2025–now

Chief financial officer

  1. Harry L. You2025–now
2025
Board members and other officers (7)

Timeline

  1. Mar 20, 20268-K Entered a material agreement; Completed an acquisition or sale; Change in control18
  2. Mar 19, 20268-K Regulation FD disclosure19
  3. Mar 17, 20268-K Shareholder vote20
  4. Mar 10, 20268-K Regulation FD disclosure21
  5. Mar 9, 20268-K Entered a material agreement22
  6. Mar 9, 20268-K Entered a material agreement23
  7. Feb 25, 20268-K Other events24
  8. Jan 28, 20268-K Other events25
  9. Jan 12, 20268-K Regulation FD disclosure26
  10. Dec 15, 20258-K Entered a material agreement; Bylaws or fiscal year changed; Shareholder vote27
  11. Dec 5, 20258-K Entered a material agreement; Regulation FD disclosure28
  12. Dec 3, 20258-K Regulation FD disclosure29
  13. Sep 17, 2025New chief executive Harry L. You becomes CEO11
  14. Sep 29, 2022New chief executive Masi Niccolo De becomes CEO12
  15. Feb 15, 2022Founded dMY Squared Technology Group, Inc. is founded2

Filings

195 filings to the SEC since October 2021: 4 annual reports, 11 quarterly reports, 53 major events, 13 insider forms, 46 large holders, 68 other. The latest 20:

  1. May 19, 2026SCHEDULE 13D/A EDGAR
  2. May 15, 2026SCHEDULE 13G/A EDGAR
  3. Mar 20, 202615-12G EDGAR
  4. Mar 20, 20264 EDGAR
  5. Mar 20, 20268-K EDGAR
  6. Mar 19, 20268-K EDGAR
  7. Mar 18, 202610-K EDGAR
  8. Mar 17, 20268-K EDGAR
  9. Mar 11, 2026425 EDGAR
  10. Mar 10, 2026425 EDGAR
  11. Mar 10, 20268-K EDGAR
  12. Mar 10, 2026425 EDGAR
  13. Mar 10, 2026425 EDGAR
  14. Mar 10, 2026425 EDGAR
  15. Mar 10, 2026425 EDGAR
  16. Mar 9, 2026425 EDGAR
  17. Mar 9, 20268-K EDGAR
  18. Mar 9, 2026425 8-K EDGAR
  19. Mar 9, 20268-K EDGAR
  20. Mar 9, 2026425 EDGAR

The 195 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

5 open-market trades by officers, directors and large owners since October 2021: 0 buys and 5 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Oct 21, 2024Sandia Investment Management LP10% ownerSale15,002$10.55$158.3KForm 4
Oct 18, 2024Sandia Investment Management LP10% ownerSale42,400$10.55$447.3KForm 4
Oct 14, 2024Sandia Investment Management LP10% ownerSale26,410$10.55$278.6KForm 4
Oct 11, 2024Sandia Investment Management LP10% ownerSale1,600$10.60$17.0KForm 4
Oct 8, 2024Sandia Investment Management LP10% ownerSale942$10.65$10.0KForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

SEC filer profile

How dMY Squared Technology Group, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARdMY Squared Technology Group, Inc.1
  • CIK0001915380
  • Employer ID (EIN)88-07489335
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; a shell company5
  • Incorporated inMassachusetts5
  • Fiscal year endsDecember 311
  • Industry code (SIC)6770 Blank Checks1
  • SEC reviewing officeOffice of Real Estate & Construction, Division of Corporation Finance1
  • Business address1180 North Town Center Drive Suite 100, Las Vegas, NV 891441
  • Phone408-232-21391
  • Shares outstanding2,742,453 Common Stock Class A shares; 1,163,484 Common Stock Class B shares as of Mar 17, 20265
  • Public float$30.2M as of Jun 30, 20255
  • AuditorWithumSmith+Brown, P.C., New York PCAOB ID 100; no auditor attestation of internal control over financial reporting5
  • On EDGAR sinceMay 5, 20221
  • Filings215 in all: 8-K (53), 425 (46), SCHEDULE 13G/A (19), SC 13G (12), SC 13G/A (11), 10-Q (10), 3 (8), 4 (5)1
    All 34 form types

    CORRESP (5), DEFA14A (5), UPLOAD (5), 10-K (4), SCHEDULE 13G (4), DRS/A (3), DEF 14A (2), DEFR14A (2), DRSLTR (2), PRE 14A (2), S-1/A (2), 10-Q/A (1), 15-12G (1), 25-NSE (1), 424B4 (1), 8-A12B (1), 8-A12B/A (1), CERT (1), DEFM14A (1), DRS (1), EFFECT (1), NT 10-K (1), NT 10-Q (1), S-1 (1), SCHEDULE 13D (1), SCHEDULE 13D/A (1)

  • Latest filingsAnnual report (10-K) Mar 18, 2026
    Quarterly report (10-Q) Nov 14, 2025
    Proxy statement (DEF 14A) Nov 24, 2025
    Latest 8-K (8-K) Mar 20, 2026

Securities registered for trading

ClassSymbolExchange
Units, each consisting of one share of Class A common stock, par value $0.0001 per share, and one-half of one redeemable warrantDMYYU
Class A Common Stock, par value $0.0001 per shareDMYY
Redeemable Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50DMYYW

From the cover page of the 10-K filed Mar 18, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks dMY Squared Technology Group, Inc. names in Item 1A of its 10-K filed Mar 18, 2026: 77 risks under these headings, as written.5

  • Unless otherwise stated, the Risk Factors described below do not assume the closing of the Proposed Business Combination with Horizon. For risk factors specific to the Proposed Business Combination with Horizon, please see the Definitive Proxy Statement, as supplemented.
  • Risks Relating to our Search for, Consummation of, or Inability to Consummate, a Business Combination and Post-Business Combination Risks
  • Our Public Shareholders may not be afforded an opportunity to vote on our initial business combination, and even if we hold a vote, holders of our Founder Shares will participate in such vote, which means we may complete our initial business combination even though a majority of our Public Shareholders do not support such a combination.
  • Our Public Shareholders’ only opportunity to affect the investment decision regarding a potential business combination may be limited to the exercise of their right to redeem their Public Shares from us for cash.
  • If we seek shareholder approval of our initial business combination, our Sponsor and other holders of Founder Shares have agreed to vote in favor of such initial business combination, regardless of how our Public Shareholders vote.
  • The ability of our Public Shareholders to redeem their Public Shares for cash may make our financial condition unattractive to potential business combination targets, which may make it difficult for us to enter into a business combination with a target.
  • The ability of our Public Shareholders to exercise redemption rights with respect to a large number of our Public Shares may not allow us to complete the most desirable business combination or optimize our capital structure.
  • The ability of our Public Shareholders to exercise redemption rights with respect to a large number of our Public Shares could increase the probability that our initial business combination would be unsuccessful and that they would have to wait for liquidation in order to redeem their Public Shares.
  • The requirement that we complete our initial business combination within the Combination Period may give potential target businesses leverage over us in negotiating a business combination and may limit the time we have in which to conduct due diligence on potential business combination targets, in particular as we approach our dissolution deadline, which could undermine our ability to complete our initial business combination on terms that would produce value for our shareholders.
  • Our search for a business combination, and any target business with which we ultimately consummate a business combination, may be materially adversely affected by events that are outside of our control, such as increased geopolitical unrest, pandemic outbreaks (such as COVID-19), and volatility in the debt and equity markets.
  • Recent increases in inflation in the United States and elsewhere could make it more difficult for us to consummate a business combination.
  • We may not be able to complete our initial business combination within the Combination Period, in which case we would cease all operations except for the purpose of winding up and we would redeem our Public Shares and liquidate.
The other 65 risks
  • If we seek shareholder approval of our initial business combination, our Sponsor, directors, executive officers, advisors and their affiliates may elect to purchase Public Shares or Public Warrants from Public Shareholders, which may influence a vote on a proposed Business combination and reduce the public “float” of our Class A Shares.
  • Our current life term is on a month-to-month basis and our existence is subject to our board’s sole discretion. If the board of directors decides not to extend the term we have to consummate our initial business combination, we would cease all operations except for the purpose of winding up and we would redeem our Public Shares and liquidate.
  • If a shareholder fails to receive notice of our offer to redeem our Public Shares in connection with our initial business combination, or fails to comply with the procedures for tendering its Public Shares, such Public Shares may not be redeemed.
  • Our Public Shareholders will not have any rights or interests in funds from the Trust Account, except under certain limited circumstances. Therefore, to liquidate their investment, they may be forced to sell their Public Shares or warrants, potentially at a loss.
  • Our Public Shareholders will not be entitled to protections normally afforded to investors of many other blank check companies.
  • Because of our limited resources and the significant competition for business combination opportunities, attractive targets may become scarcer and there may be more competition, making it more costly and more difficult for us to complete our initial business combination. If we are unable to complete our initial business combination, our Public Shareholders may receive only their pro rata portion of the funds in the Trust Account that are available for distribution to Public Shareholders.
  • If the net proceeds of our Initial Public Offering and the sale of the Private Placement Warrants not being held in the Trust Account are insufficient to allow us to operate for at least the Combination Period, it could limit the amount available to fund our search for a target business or businesses and complete our initial business combination, and we will depend on loans from our Sponsor or management team to fund our search and to complete our initial business combination.
  • Subsequent to our completion of our initial business combination, we may be required to take write-downs or write-offs, restructuring and impairment or other charges that could have a significant negative effect on our financial condition, results of operations and the price of our securities, which could cause our shareholders to lose some or all of their investment.
  • If third parties bring claims against us, the proceeds held in the Trust Account could be reduced and the per-share redemption amount received by shareholders may be less than $10.15 per share.
  • Our directors may decide not to enforce the indemnification obligations of our Sponsor, resulting in a reduction in the amount of funds in the Trust Account available for distribution to our Public Shareholders.
  • We may not have sufficient funds to satisfy indemnification claims of our directors and executive officers.
  • If, after we distribute the proceeds in the Trust Account to our Public Shareholders, we file a bankruptcy petition or an involuntary bankruptcy petition is filed against us that is not dismissed, a bankruptcy court may seek to recover such proceeds, and the members of our board of directors may be viewed as having breached their fiduciary duties to our creditors, thereby exposing the members of our board of directors and us to claims of punitive damages.
  • If, before distributing the proceeds in the Trust Account to our Public Shareholders, we file a bankruptcy petition or an involuntary bankruptcy petition is filed against us that is not dismissed, the claims of creditors in such proceeding may have priority over the claims of our shareholders and the per-share amount that would otherwise be received by our shareholders in connection with our liquidation may be reduced.
  • Our shareholders may be held liable for claims by third parties against us to the extent of distributions received by them upon redemption of their Public Shares.
  • We have not and may not hold an annual meeting of shareholders until after the consummation of our initial business combination.
  • Because we are neither limited to evaluating a target business in a particular industry sector, our shareholders will be unable to ascertain the merits or risks of any particular target business’s operations.
  • We may seek business combination opportunities in industries or sectors that may be outside of our management’s areas of expertise.
  • Although we have identified general criteria and guidelines that we believe are important in evaluating prospective target businesses, we may enter into our initial business combination with a target that does not meet such criteria and guidelines, and as a result, the target business with which we enter into our initial business combination may not have attributes entirely consistent with our general criteria and guidelines.
  • We are not required to obtain an opinion from an independent investment banking firm or from a valuation or appraisal firm, and consequently, our shareholders may have no assurance from an independent source that the price we are paying for the business is fair to our shareholders from a financial point of view.
  • Resources could be wasted in researching business combinations that are not completed, which could materially adversely affect subsequent attempts to locate and acquire or merge with another business. If we are unable to complete our initial business combination, our Public Shareholders may only receive their pro rata portion of the funds in the Trust Account that are available for distribution to Public Shareholders.
  • We may have a limited ability to assess the management of a prospective target business and, as a result, may affect our initial business combination with a target business whose management may not have the skills, qualifications or abilities to manage a public company.
  • Our key personnel may negotiate employment or consulting agreements with a target business in connection with a particular business combination, and a particular business combination may be conditioned on the retention or resignation of such key personnel. These agreements may provide for them to receive compensation following our initial business combination and as a result, may cause them to have conflicts of interest in determining whether a particular business combination is the most advantageous.
  • We may issue notes or other debt securities, or otherwise incur substantial debt, to complete a business combination, which may adversely affect our leverage and financial condition and thus negatively impact the value of our shareholders’ investment in us.
  • We may only be able to complete one business combination with the proceeds of our Initial Public Offering, the sale of the Private Placement Warrants, the Overfunding Loans, and the Contributions, which will cause us to be solely dependent on a single business which may have a limited number of products or services. This lack of diversification may negatively impact our operations and profitability.
  • We may attempt to simultaneously complete business combinations with multiple prospective targets, which may hinder our ability to complete our initial business combination and give rise to increased costs and risks that could negatively impact our operations and profitability.
  • We may attempt to complete our initial business combination with a private company about which little information is available, which may result in a business combination with a company that is not as profitable as we suspected, if at all.
  • If we effect our initial business combination with a company that is active in the professional services industry, we would be subject to a variety of additional risks that may adversely affect us, including the dependence on generating and maintaining ongoing, profitable client demand for services and solutions that are being provided and the adaptation and expansion of services and solutions in response to ongoing changes in technology and offerings.
  • If we effect our initial business combination with a company located outside of the United States, we would be subject to a variety of additional risks that may adversely affect us.
  • We do not have a specified maximum redemption threshold. The absence of such a redemption threshold may make it possible for us to complete our initial business combination with which a substantial majority of our shareholders or warrant holders do not agree.
  • In order to effectuate an initial business combination, special purpose acquisition companies have, in the recent past, amended various provisions of their charters and other governing instruments, including their warrant agreements. We cannot ensure that we will not seek to amend our Charter, other governing instruments, or certain agreements related to our Initial Public Offering in a manner that will make it easier for us to complete our initial business combination that our shareholders may not support, and such amendments may be done without shareholder approval.
  • The provisions of our Charter that relate to our pre-business combination activity (and corresponding provisions of the agreement governing the release of funds from our Trust Account) may be amended with the approval of holders of 65% of our outstanding common stock.
  • We may be unable to obtain additional financing to complete our initial business combination or to fund the operations and growth of a target business, which could compel us to restructure or abandon a particular business combination.
  • Our Sponsor controls a substantial interest in us and thus may exert a substantial influence on actions requiring a shareholder vote, potentially in a manner that some shareholders do not support.
  • Because we must furnish our shareholders with target business financial statements, we may lose the ability to complete an otherwise advantageous initial business combination with some prospective target businesses.
  • Compliance obligations under the Sarbanes-Oxley Act may make it more difficult for us to effectuate our initial business combination, require substantial financial and management resources, and increase the time and costs of completing an initial business combination.
  • Changes in laws or regulations or how such laws or regulations are interpreted or applied, or a failure to comply with any laws or regulations, may adversely affect our business, including our ability to negotiate and complete our initial business combination, and results of operations.
  • Risks Relating to our Sponsor, Advisors and Management Team
  • We are dependent upon our executive officers and directors and their loss could adversely affect our ability to operate.
  • Our ability to successfully effect our initial business combination and to be successful thereafter will be dependent upon the efforts of our key personnel, some of whom may join us following our initial business combination. The loss of key personnel could negatively impact the operations and profitability of our post-combination business.
  • The officers and directors of an acquisition candidate may resign upon completion of our initial business combination. The loss of a business combination target’s key personnel could negatively impact the operations and profitability of our post-combination business.
  • Our executive officers and directors will allocate their time to other businesses thereby causing conflicts of interest in their determination as to how much time to devote to our affairs. This conflict of interest could have a negative impact on our ability to complete our initial business combination.
  • Our officers and directors presently have, and any of them in the future may have additional, fiduciary or contractual obligations to other entities and, accordingly, may have conflicts of interest in determining to which entity a particular business opportunity should be presented.
  • Our executive officers, directors, security holders and their respective affiliates may have competitive pecuniary interests that conflict with our interests.
  • We may engage in a business combination with one or more target businesses that have relationships with entities that may be affiliated with our Sponsor, executive officers, directors or existing holders which may raise potential conflicts of interest.
  • Since our Sponsor, executive officers and directors will lose their entire investment in us if our initial business combination is not completed, a conflict of interest may arise in determining whether a particular business combination target is appropriate for our initial business combination.
  • Our management may not maintain control of a target business after our initial business combination. We cannot provide assurance that, upon loss of control of a target business, new management will possess the skills, qualifications or abilities necessary to profitably operate such business.
  • Risks Relating to our Securities
  • The value of the Founder Shares following completion of our initial business combination is likely to be substantially higher than the nominal price paid for them, even if the trading price of our common stock at such time is substantially less than $10.00 per share.
  • We may amend the terms of the warrants in a manner that may be adverse to holders of Public Warrants with the approval by the holders of at least 50% of the then outstanding Public Warrants. As a result, the exercise price of Public Warrants could be increased, the exercise period could be shortened and the number of Class A Shares purchasable upon exercise of a Public Warrant could be decreased, all without holder approval.
  • Our warrant agreement designates the courts of the State of New York or the United States District Court for the Southern District of New York as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by holders of our warrants, which could limit the ability of warrant holders to obtain a favorable judicial forum for disputes with our Company.
  • To the extent our warrants ever become exercisable, we may redeem unexpired Public Warrants prior to their exercise at a time that is disadvantageous to the holders of such Public Warrants, thereby making such warrants worthless.
  • Our warrants may have an adverse effect on the market price of our Class A Shares and make it more difficult to effectuate our initial business combination.
  • Our warrants are recognized and accounted for as derivative liabilities in accordance with ASC 815 and will be recorded at fair value upon issuance with changes in fair value each period reported in earnings, which may have an adverse effect on the market price of our Class A Shares or may make it more difficult for us to consummate an initial business combination.
  • Provisions in our Charter and Massachusetts law may inhibit a takeover of us, which could limit the price investors might be willing to pay in the future for our Class A Shares and could entrench management.
  • Provisions in our Charter and Massachusetts law may have the effect of discouraging lawsuits against our directors and officers.
  • If we seek shareholder approval of our initial business combination and we do not conduct redemptions pursuant to the tender offer rules, and if a Public Shareholder or a “group” of shareholders are deemed to hold in excess of 15% of our Public Shares, the Public Shareholder(s) will lose the ability to redeem all such shares in excess of 15% of our Public Shares.
  • Our securities were delisted from trading on the NYSE American exchange and trade on the OTC Markets, which could limit investors’ ability to make transactions in our securities and subject us to additional trading restrictions.
  • We have identified material weaknesses in our internal controls over financial reporting. These material weaknesses could continue to adversely affect our ability to report our results of operations and financial condition accurately and in a timely manner.
  • We may face litigation and other risks as a result of the material weaknesses in our internal control over financial reporting.
  • Our independent registered public accounting firm’s report contains an explanatory paragraph that expresses substantial doubt about our ability to continue as a “going concern.”
  • If we are deemed to be an investment company under the Investment Company Act, we may be required to institute burdensome compliance requirements and our activities may be restricted, which may make it difficult for us to complete our initial business combination.
  • The 1% U.S. federal excise tax is expected to be imposed on dMY in connection with redemptions of Class A Shares.
  • Our Public Shareholders will not be permitted to exercise their warrants unless we register and qualify the underlying Class A Shares or certain exemptions are available.
  • Holders of warrants may only be able to exercise their Public Warrants on a “cashless basis” under certain circumstances, and if they do so, they will receive fewer Class A Shares from such exercise than if they were to exercise such warrants for cash.
  • The grant of registration rights to our initial shareholders and holders of our Private Placement Warrants may make it more difficult to complete our initial business combination, and the future exercise of such rights may adversely affect the market price of our Class A Shares.
  • Unlike some other similarly structured special purpose acquisition companies, our initial shareholders will receive additional Class A Shares if we issue certain shares to consummate an initial business combination.
  • General Risk Factors
  • We are a blank check company with no operating history and no revenues, and our investors have no basis on which to evaluate our ability to achieve our business objective.

Legal proceedings

There is no material litigation, arbitration or governmental proceeding currently pending against us or any members of our management team in their capacity as such.

The opening of Item 3, Legal Proceedings.5

Sources

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    SEC EDGAROther events
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